Common use of No Consent Fee Clause in Contracts

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the Company nor any of its Subsidiaries will be required to agree to the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guaranty), in connection with the Merger, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 8 contracts

Samples: Merger Agreement (Momentive Global Inc.), Merger Agreement (Sumo Logic, Inc.), Merger Agreement (ForgeRock, Inc.)

AutoNDA by SimpleDocs

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the Company nor any of its Subsidiaries Group will not be required to agree to the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guaranty), in connection with the Merger, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 6 contracts

Samples: Merger Agreement (Rover Group, Inc.), Merger Agreement (Mobileiron, Inc.), Merger Agreement (Omnicomm Systems Inc)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the Company nor any of its Subsidiaries will be required to agree to (i) the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or ; (ii) the provision of additional security (including a guaranty); or (iii) material conditions or obligations, including amendments to existing material conditions and obligations, in each case, in connection with the Merger, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 5 contracts

Samples: Merger Agreement (Ping Identity Holding Corp.), Merger Agreement (Ginkgo Bioworks Holdings, Inc.), Agreement and Plan of Merger (Zymergen Inc.)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the no Company nor any of its Subsidiaries Group Member will be required to agree to the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guaranty), in connection with the Merger, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 5 contracts

Samples: Merger Agreement, Merger Agreement, Merger Agreement (STAMPS.COM Inc)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 7.4 or elsewhere in this Agreement, neither the Company nor any of its Subsidiaries will be required to agree to the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guaranty), in connection with the Merger, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 4 contracts

Samples: Merger Agreement (Imperva Inc), Merger Agreement (Barracuda Networks Inc), Merger Agreement (Informatica Corp)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither Parent, Merger Sub, the Company nor any of its their respective Subsidiaries will be required to agree to the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guaranty), in connection with the MergerTransactions, including in connection with obtaining any consent pursuant to any Material Subject Contract.

Appears in 3 contracts

Samples: Merger Agreement (True Wind Capital, L.P.), Merger Agreement (Zix Corp), Merger Agreement (Open Text Corp)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the Company nor any of its Subsidiaries Group will not be required to agree to the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guarantyguarantee), or otherwise make any accommodation, commitment or incur any liability or obligation to any third party, in connection with the Merger, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 3 contracts

Samples: Merger Agreement (Restaurant Brands International Limited Partnership), Merger Agreement (Carrols Restaurant Group, Inc.), Merger Agreement (Chico's Fas, Inc.)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the no Company nor any of its Subsidiaries Group Member will be required to or will agree to the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guaranty), in connection with the Merger, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 3 contracts

Samples: Merger Agreement (Tessco Technologies Inc), Merger Agreement (Tufin Software Technologies Ltd.), Merger Agreement (Cloudera, Inc.)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the Company nor any of its Subsidiaries will be required to to, nor may the Company or any of its Subsidiaries, without the prior written consent of Parent, agree to (i) the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or ; (ii) the provision of additional security (including a guaranty); or (iii) material conditions or obligations, including amendments to existing material conditions and obligations, in each case, in connection with the Merger, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 3 contracts

Samples: Merger Agreement (Quotient Technology Inc.), Merger Agreement (Datto Holding Corp.), Merger Agreement (Datto Holding Corp.)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the Company nor any of its Subsidiaries Group will not be required to agree to the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guarantyGuarantee), or otherwise make any accommodation, commitment or incur any liability or obligation to any third party, in connection with the Merger, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 3 contracts

Samples: Merger Agreement (EngageSmart, Inc.), Merger Agreement (Vista Equity Partners Fund Viii, L.P.), Merger Agreement (Duck Creek Technologies, Inc.)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the Company nor any of its Subsidiaries will be required to agree to (i) the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or ; (ii) the provision of additional security (including a guaranty); or (iii) material conditions or obligations, including amendments to existing material conditions and obligations, in connection with the Mergereach case, including in connection with obtaining any consent to the Transaction required pursuant to any Material Contract.

Appears in 3 contracts

Samples: Merger Agreement (Enova International, Inc.), Merger Agreement (Enova International, Inc.), Merger Agreement (On Deck Capital, Inc.)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the Company nor any of its Subsidiaries will be required to agree to to: (i) the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or ; (ii) the provision of additional security (including a guaranty); or (iii) material conditions or obligations, including amendments to existing conditions and obligations, in each case, in connection with the MergerTransaction, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 3 contracts

Samples: Series B Convertible Preferred Stock Purchase Agreement (Comscore, Inc.), Series B Convertible Preferred Stock Purchase Agreement (Comscore, Inc.), Series B Convertible Preferred Stock Purchase Agreement (Comscore, Inc.)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 8.1 or elsewhere in this Agreement, neither the Company nor any of its Subsidiaries Group will not be required to agree to the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), ) or the provision of additional security (including a guarantyguarantee), or otherwise make any accommodation or commitment or incur any liability or obligation to any third party, in connection with the Merger, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Revance Therapeutics, Inc.), Merger Agreement (Revance Therapeutics, Inc.)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the Company nor any of its Subsidiaries will be required to agree to the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guaranty)) or any other concession or amendment of terms under any Contract, in connection with the Merger, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Everbridge, Inc.), Merger Agreement (Everbridge, Inc.)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the Company Company, Parent, Merger Sub nor any of its their respective Subsidiaries will be required to agree to the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guaranty), in connection with the Merger, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 2 contracts

Samples: Merger Agreement (KnowBe4, Inc.), Merger Agreement (Vepf Vii SPV I, L.P.)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the Company nor any of its Subsidiaries will be required to agree to (i) the payment of a any material consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or ; (ii) the provision of material additional security (including a guaranty); or (iii) material conditions or obligations, including amendments to existing conditions and obligations, in each case, in connection with the MergerTransaction, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 2 contracts

Samples: Merger Agreement (Liberty Tax, Inc.), Merger Agreement (Vitamin Shoppe, Inc.)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither Parent, the Company nor any of its their respective Subsidiaries will be required to agree to the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guaranty), in connection with the Merger, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 2 contracts

Samples: Merger Agreement (Echelon Corp), Merger Agreement (Lifelock, Inc.)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither no member of the Company nor any of its Subsidiaries Group will be required to agree to the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guarantyGuarantee), or otherwise make any accommodation, commitment or incur any liability or obligation to any third party, in connection with the Merger, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 2 contracts

Samples: Merger Agreement (R1 RCM Inc. /DE), Merger Agreement (R1 RCM Inc. /DE)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the Company nor any of its Subsidiaries Group will not be required to agree to the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guaranty), in connection with the MergerTransactions, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 2 contracts

Samples: Merger Agreement (Monotype Imaging Holdings Inc.), Merger Agreement (Nutraceutical International Corp)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the Company nor any of its Subsidiaries will be required to agree to (i) the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), ; or (ii) the provision of additional security (including a guaranty), in connection with the Mergereach case, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 2 contracts

Samples: Merger Agreement (CVS HEALTH Corp), Merger Agreement (Oak Street Health, Inc.)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the Company nor any of its Subsidiaries will be required to agree to (i) the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or ; (ii) the provision of additional security (including a guaranty); or (iii) material conditions or obligations, including amendments to existing conditions and obligations, in each case, in connection with the MergerTransactions, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 1 contract

Samples: Merger Agreement (PRGX Global, Inc.)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the Parent, the Company nor any of its their respective Subsidiaries will be required to pay or agree to the payment of a pay any consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of to provide additional security (including a guaranty), in connection with the Merger, including Transactions in connection with obtaining any consent pursuant to any Material Company Contract or Material Holdings Contract, as applicable.

Appears in 1 contract

Samples: Business Combination Agreement (Cogint, Inc.)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the Company nor any of its Subsidiaries will be required to agree to (i) the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or ; (ii) the provision of additional security (including a guaranty); or (iii) material conditions or obligations, including amendments to existing conditions and obligations, in connection with the Mergereach case, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 1 contract

Samples: Merger Agreement (Otelco Inc.)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the Company nor any of its Subsidiaries will be required to agree to the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guaranty), in connection with the MergerTransactions, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Forescout Technologies, Inc)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the Company nor any of its Subsidiaries will be required to agree to (i) the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guaranty), in connection with the Merger, including in connection with obtaining any consent pursuant to any Material Contract.;

Appears in 1 contract

Samples: Merger Agreement (Enova International, Inc.)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the Buyer Parties nor the Company nor any of its Subsidiaries Group will be required to agree to the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guarantyguarantee), or otherwise make any accommodation, commitment or incur any liability or obligation to any third party other than as required by Section 6.2, in connection with the Merger, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 1 contract

Samples: Merger Agreement (Squarespace, Inc.)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the Company nor any of its Subsidiaries will be required to agree to the payment of a consent fee, "profit sharing" payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guaranty), in connection with the Merger, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 1 contract

Samples: Merger Agreement (Marketo, Inc.)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the Company nor any of its Subsidiaries Group will not be required to agree to the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guaranty), in connection with the Merger, including in connection with obtaining any consent pursuant to any Company Material Contract.

Appears in 1 contract

Samples: Merger Agreement (Embark Technology, Inc.)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 5.1 or elsewhere in this Agreement, neither the no Company nor any of its Subsidiaries Group Member will be required to or will agree to the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guaranty), in connection with the Merger, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 1 contract

Samples: Merger Agreement (New Relic, Inc.)

AutoNDA by SimpleDocs

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 ‎6.1 or elsewhere in this Agreement, neither none of Parent, the Company Company, nor any of its their respective Subsidiaries will be required to agree to the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guaranty), in connection with the Merger, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 1 contract

Samples: Merger Agreement (Natus Medical Inc)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the Company nor any of its Subsidiaries Group will not be required to agree to the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guaranty), in connection with the MergerMerger Transactions, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 1 contract

Samples: Merger Agreement (Augmedix, Inc.)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the Buyer Parties nor the Company nor any of its Subsidiaries Group will be required to agree to the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guarantyguarantee), or otherwise make any accommodation, commitment or incur any liability or obligation to any third party other than as required by Section 6.2, in connection with the MergerTransactions, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Squarespace, Inc.)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the Company nor any of its Subsidiaries Group will not be required to agree to the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guaranty), in connection with the MergerOffer or the Mergers, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Pluralsight, Inc.)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 7.1 or elsewhere in this Agreement, neither the Company nor any of its Subsidiaries will be required to agree to the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guaranty), in connection with the Merger, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 1 contract

Samples: Merger Agreement (Rocket Fuel Inc.)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the no Company nor any of its Subsidiaries Group Member will be required to or will agree to the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guaranty), in connection with the Offer or the Merger, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 1 contract

Samples: Merger Agreement (Castlight Health, Inc.)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the Company nor any of its the Company Subsidiaries will be required to agree to the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guaranty), in connection with the Merger, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 1 contract

Samples: Merger Agreement (Globalscape Inc)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the no Company nor any of its Subsidiaries Group Member will be required to agree to the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guaranty), in connection with the Offer and the Merger, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Instructure Inc)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 7.3 or elsewhere in this Agreement, neither the Company nor any of its Subsidiaries will be required to agree to the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guaranty), in connection with the Merger, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 1 contract

Samples: Merger Agreement (Summer Infant, Inc.)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the Company nor any of its Subsidiaries Group will not be required to agree to the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guarantyguarantee), in connection with the MergerTransactions, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 1 contract

Samples: Merger Agreement (Innophos Holdings, Inc.)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, except with the prior written consent of Parent, neither the Company nor any of its Subsidiaries will be required to agree to the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guaranty), in connection with the Merger, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 1 contract

Samples: Merger Agreement (Sierra Oncology, Inc.)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the Company nor any of its Subsidiaries will shall be required to agree to to: (i) the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or ; (ii) the provision of additional security (including a guaranty); or (iii) material conditions or obligations, including amendments to existing conditions and obligations, in each case, in connection with the MergerCasdin Transaction, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 1 contract

Samples: Series B 1 Convertible Preferred Stock Purchase Agreement (Fluidigm Corp)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the Company nor any of its Subsidiaries will be required to agree to (i) the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guaranty), in connection with the Merger, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 1 contract

Samples: Merger Agreement (Kaleyra, Inc.)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the Company nor any of its Subsidiaries Group will not be required to agree to the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guaranty), in connection with the MergerMergers, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 1 contract

Samples: Merger Agreement (Pluralsight, Inc.)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither none of Parent, the Company Company, nor any of its their respective Subsidiaries will be required to agree to the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guaranty), in connection with the Merger, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 1 contract

Samples: Merger Agreement (Blue Nile Inc)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 7.1 or elsewhere in this Agreement, neither none of Parent, Purchaser or any of the Company nor any of its Subsidiaries Group will be required to agree to the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guaranty), in connection with the MergerTransactions, including in connection with obtaining any consent pursuant to any Company Material Contract, unless such payment is expressly required by the terms of such Company Material Contract.

Appears in 1 contract

Samples: Merger Agreement (Thorne Healthtech, Inc.)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 6.01 or elsewhere in this Agreement, neither the Company nor any of its Subsidiaries will be required to agree to to: (i) the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or ; (ii) the provision of additional security (including a guaranty); or (iii) material conditions or obligations, including amendments to existing conditions and obligations, in each case, in connection with the MergerTransaction, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 1 contract

Samples: Investment Agreement (Cepton, Inc.)

No Consent Fee. Notwithstanding anything to the contrary set forth in this Section 6.1 or elsewhere in this Agreement, neither the Company nor any of its Subsidiaries will not be required to agree to the payment of a consent fee, “profit sharing” payment or other consideration (including increased or accelerated payments), or the provision of additional security (including a guaranty), in connection with the Merger, including in connection with obtaining any consent pursuant to any Material Contract.

Appears in 1 contract

Samples: Merger Agreement (Ellie Mae Inc)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!